REGISTERED NUMBER: 07191249 (England and Wales)

Strategic Report,

Report of the Directors and

Financial Statements

for the Year Ended 31 December 2024

for

Duni Poppies Limited

Page

Company Information

1

Strategic Report

2

Report of the Directors

4

Report of the Independent Auditors

6

Income Statement

9

Other Comprehensive Income

10

Balance Sheet

11

Statement of Changes in Equity

12

Cash Flow Statement

13

Notes to the Financial Statements

14

DIRECTORS:

Mr M Khadem-Ahmadabadi

Mr A G Pye

Mr A Dehy

Mr A Marques

Mr R Thorniley

Mr J Fearns

REGISTERED OFFICE:

Unit 7

Cornwall Street

Parr Industrial Estate

St. Helens

WA9 1QT

REGISTERED NUMBER:

07191249 (England and Wales)

SENIOR STATUTORY AUDITOR:

Mir Seyed Mokhtassi BSc FCA CTA

AUDITORS:

Sterling Partners Limited

Chartered Accountants

Statutory Auditors

2nd Floor, Grove House

774-780 Wilmslow Road

Didsbury

Manchester

Greater Manchester

M20 2DR

The directors present their strategic report for the year ended 31 December 2024.

REVIEW OF BUSINESS

Despite a competitive environment, Poppies continued to achieve reasonable growth during 2024. Continuing to retain a significant proportion of the profits and lower capital spend enabled an acceleration in the debt reduction plan.

Poppies focus is to continue to fly the flag of British manufacturing with an emphasis on sustainability.

Financial Performance

Turnover growth of 3.8% (2023: 12%) was achieved in 2024. The growth was driven by the ambitious Poppies management team continuing to gain market share.

An effective sourcing strategy along with continued focus on manufacturing efficiencies has seen a slight increase in the gross profit margin in 2024. The gross profit margin is anticipated to reduce in 2025 mainly due to increased cost of sales, including increases in labour costs driven by wage increases and higher employment taxes announced in the 2024 budget.

Continued turnover growth with a stronger gross profit margin coupled with effective cost controls on overheads has resulted in a net profit before tax of £5.9m (2023: £5.2m).

Financial Position

During the year capital expenditure was kept to a minimum and a significant share of the profits was retained. This is in line with the debt reduction plans which saw net debt reduce by a third in 2024 and long term liabilities reduce by 60%.

The liquidity of the company continued to improve in 2024 as demonstrated by the £1.5m increase in net current assets as at the balance sheet date. Prior to 2023, this had historically been a net current liability position.

Environmental Policy

In 2017 the Directors set out the "£1m Green Upgrade Commitment" which was a 7 year plan to upgrade the company's manufacturing premises and operations to reduce their impact on the environment. The success of this initiative saw the ambitions of the Green Upgrade Commitment extended, with £2.8m invested as at the balance sheet date.

The solar panel system continues to supply half of the power needed to run the factory over the two day shifts. The Directors are currently considering plans to install on site battery storage and use the remaining roof space at Poppies 12 acre site to extend this to a 2.1 megawatt system by 2027.

Continued focus by Poppies on manufacturing and developing a sustainable product range remains a main priority. This includes 'greener' products such as the Happy Tree napkin range which is the only UK produced napkin made from 100% recycled tissue sourced from a UK papermill and converted at Poppies UK production site giving it the lowest achievable carbon footprint.

Group Restructuring

During the year Poppies Europe Ltd became part of a new group structure with Poppies Europe Holdings Ltd as the parent company. Poppies Europe Holdings Ltd is a company registered in England & Wales under registration number 16029777. Poppies Europe Ltd is now a 100% owned subsidiary of Poppies Europe Holdings Ltd.

Non-Financial

The manufacturing plant maintained it's BRC grade AA in March 2024.

Focus on the workforce continues to be an important priority of the company with the implementation of new incentives in 2024 such as the referral scheme, enabling the company to put more money in the pockets of its team rather than third parties. The transparent grading structure along with the bonus scheme implemented last year, continue to support the operational team. Advanced onsite manufacturing training provided by industry experts expands the training opportunities. The company has continued to support employees during the cost of living crisis by expanding access to the interest free employee loan scheme.

PRINCIPAL RISKS AND UNCERTAINTIES

Liquidity risk

The company seeks to manage financial risk by ensuring sufficient liquidity is available to meet foreseeable needs. Short term flexibility is achieved by overdraft and invoice discount facilities. The company has tightened up controls over its trade debtors and negotiated favourable payment terms with its suppliers. The bank is currently happy with the company's performance and the directors and auditors do not think there is any risk of facilities being withdrawn.

Currency Risk

The Company's principal foreign currency exposure arises from trading with overseas companies. The Company policy is to monitor the exchange rate in order to fix the cost in Sterling when it is strong, or the Company foresees an external risk that may negatively affect the value of Sterling.

Interest rate risk

The company finances its operations through a mixture of retained profits, bank facilities and interest free loans from the directors. The company exposure to interest rate fluctuations on borrowings is managed by the use of fixed and floating rates as deemed appropriate.

FUTURE

On 31st January 2025 the company's parent company was acquired by the Duni Group, resulting in Poppies Europe Ltd becoming a 100% owned subsidiary of Duni AB, a Swedish public limited company listed on the NASDAQ Stockholm.

As part of the integration of the company into the Duni Group, the company name was changed from Poppies Europe Ltd to Duni Poppies Ltd on 1st August 2025.

The trade of Duni Ltd, the existing 100% owned UK subsidiary of Duni AB, will be transferred into Duni Poppies Ltd during 2025 and 2026. This will involve the expansion of the company's UK manufacturing plant in St Helens to accommodate the additional Duni Ltd volumes supplied into the UK. To achieve this capital expenditure of £2.5m in plant, machinery and infrastructure has been invested in 2025.

ON BEHALF OF THE BOARD:

Mr R Thorniley - Director

2 December 2025

The directors present their report with the financial statements of the company for the year ended 31 December 2024.

PRINCIPAL ACTIVITY

The principal activity of the company in the year under review was that of the manufacturing and distribution of catering disposable products.

DIVIDENDS

Interim dividends per share on the Irredeemable preference £0.10 shares were paid as follows:

£29.60

- 2 January 2024

£29.60

- 7 April 2024

£42.31

- 1 July 2024

£42.31

- 2 October 2024

£66.84

- 17 December 2024

The directors recommend that no final dividend be paid on these shares

Interim dividends per share on the C preference £0.10 shares were paid as follows:

£70.00

- 2 January 2024

£70.00

- 7 April 2024

£100.00

- 1 July 2024

£100.00

- 2 October 2024

£158.00

- 17 December 2024

The directors recommend that no final dividend be paid on these shares.

No interim dividend was paid on the Ordinary £0.10 shares. The directors recommend that no final dividend be paid on these shares.

The total distribution of dividends for the year ended 31 December 2024 will be £2,576,050

FUTURE DEVELOPMENTS

Future developments in the business are detailed in the Strategic Report.

EVENTS SINCE THE END OF THE YEAR

Information relating to events since the end of the year is given in the notes to the financial statements.

DIRECTORS

The directors shown below have held office during the whole of the period from 1 January 2024 to the date of this report.

Mr M Khadem-Ahmadabadi

Mr A G Pye

Mr A Dehy

Mr A Marques

Mr R Thorniley

Mr J Fearns

STATEMENT OF DIRECTORS' RESPONSIBILITIES

The directors are responsible for preparing the Strategic Report, the Report of the Directors and the financial statements in accordance with applicable law and regulations.

Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the company and of the profit or loss of the company for that period. In preparing these financial statements, the directors are required to:

-	select suitable accounting policies and then apply them consistently;

-	make judgements and accounting estimates that are reasonable and prudent;

-	prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company will continue in business.

The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the company's transactions and disclose with reasonable accuracy at any time the financial position of the company and enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

STATEMENT AS TO DISCLOSURE OF INFORMATION TO AUDITORS

So far as the directors are aware, there is no relevant audit information (as defined by Section 418 of the Companies Act 2006) of which the company's auditors are unaware, and each director has taken all the steps that he ought to have taken as a director in order to make himself aware of any relevant audit information and to establish that the company's auditors are aware of that information.

AUDITORS

The auditors, Sterling Partners Limited, will be proposed for re-appointment at the forthcoming Annual General Meeting.

ON BEHALF OF THE BOARD:

Mr R Thorniley - Director

2 December 2025

Opinion

We have audited the financial statements of Duni Poppies Limited (the 'company') for the year ended 31 December 2024 which comprise the Income Statement, Other Comprehensive Income, Balance Sheet, Statement of Changes in Equity, Cash Flow Statement and Notes to the Financial Statements, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice).

In our opinion the financial statements:

-	give a true and fair view of the state of the company's affairs as at 31 December 2024 and of its profit for the year then ended;

-	have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and

-	have been prepared in accordance with the requirements of the Companies Act 2006.

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditors' responsibilities for the audit of the financial statements section of our report. We are independent of the company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC's Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Conclusions relating to going concern

In auditing the financial statements, we have concluded that the directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate.

Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.

Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.

Other information

The directors are responsible for the other information. The other information comprises the information in the Strategic Report and the Report of the Directors, but does not include the financial statements and our Report of the Auditors thereon.

Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon.

In connection with our audit of the financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard.

Opinions on other matters prescribed by the Companies Act 2006

In our opinion, based on the work undertaken in the course of the audit:

-	the information given in the Strategic Report and the Report of the Directors for the financial year for which the financial statements are prepared is consistent with the financial statements; and

-	the Strategic Report and the Report of the Directors have been prepared in accordance with applicable legal requirements.

Matters on which we are required to report by exception

In the light of the knowledge and understanding of the company and its environment obtained in the course of the audit, we have not identified material misstatements in the Strategic Report or the Report of the Directors.

We have nothing to report in respect of the following matters where the Companies Act 2006 requires us to report to you if, in our opinion:

-	adequate accounting records have not been kept, or returns adequate for our audit have not been received from branches not visited by us; or

-	the financial statements are not in agreement with the accounting records and returns; or

-	certain disclosures of directors' remuneration specified by law are not made; or

-	we have not received all the information and explanations we require for our audit.

Responsibilities of directors

As explained more fully in the Statement of Directors' Responsibilities set out on page five, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the financial statements, the directors are responsible for assessing the company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the company or to cease operations, or have no realistic alternative but to do so.

Auditors' responsibilities for the audit of the financial statements

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue a Report of the Auditors that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.

The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:

- results of our enquiries of management about their own identification and assessment of the risks of irregularities;

- any matters we identified having obtained and reviewed the entities' documentation of their policies and procedures relating to:

- identifying, evaluating and complying with laws and regulations and whether they were aware of any instances of non-compliance;

- detecting and responding to the risks of fraud and whether they have knowledge of any actual, suspected or alleged fraud;

- the internal controls established to mitigate risks of fraud or non-compliance with laws and regulations;

- the matters discussed among the audit engagement team regarding how and where fraud might occur in the financial statements and any potential indicators of fraud.

As a result of these procedures, we considered the opportunities and incentives that may exist within the organisation for fraud and identified the greatest potential for fraud in relation to revenue accruals. In common with all audits under ISAs (UK), we are also required to perform specific procedures to respond to the risk of management override.

We also obtained an understanding of the legal and regulatory frameworks that the entity operates in, focusing on provisions of those laws and regulations that had a direct effect on the determination of material amounts and disclosures in the financial statements. The key laws and regulations we considered in this context included the UK Companies Act and local tax legislation.

In addition, we considered provisions of other laws and regulations that do not have a direct effect on the financial statements but compliance with which may be fundamental to the entities’ ability to operate or to avoid a material penalty.

A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website at www.frc.org.uk/auditorsresponsibilities. This description forms part of our Report of the Auditors.

Use of our report

This report is made solely to the company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the company's members those matters we are required to state to them in a Report of the Auditors and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the company's members as a body, for our audit work, for this report, or for the opinions we have formed.

Mir Seyed Mokhtassi BSc FCA CTA (Senior Statutory Auditor)

for and on behalf of Sterling Partners Limited

Chartered Accountants

Statutory Auditors

2nd Floor, Grove House

774-780 Wilmslow Road

Didsbury

Manchester

Greater Manchester

M20 2DR

2 December 2025

TURNOVER

44,118,757

42,501,764

Cost of sales

(28,488,552

)

(29,012,931

)

GROSS PROFIT

15,630,205

13,488,833

Distribution costs

(1,959,637

)

(1,810,133

)

Administrative expenses

(7,717,411

)

(7,053,591

)

5,953,157

4,625,109

Other operating income

181,315

101,035

OPERATING PROFIT

6

6,134,472

4,726,144

Profit/(loss) on the sale of tangible fixed assets

7

-

950,349

6,134,472

5,676,493

Interest receivable and similar income

1,165

1,108

6,135,637

5,677,601

Interest payable and similar expenses

8

(239,704

)

(457,543

)

PROFIT BEFORE TAXATION

5,895,933

5,220,058

Tax on profit

9

(1,513,660

)

(1,439,554

)

PROFIT FOR THE FINANCIAL YEAR

4,382,273

3,780,504

PROFIT FOR THE YEAR

4,382,273

3,780,504

OTHER COMPREHENSIVE INCOME

Capital contribution

Income tax relating to other comprehensive income

-

-

OTHER COMPREHENSIVE INCOME FOR THE YEAR, NET OF INCOME TAX

-

-

TOTAL COMPREHENSIVE INCOME FOR THE YEAR

4,382,273

3,780,504

FIXED ASSETS

Intangible assets

11

-

150,000

Tangible assets

12

4,385,325

4,851,994

4,385,325

5,001,994

CURRENT ASSETS

Stocks

13

4,741,353

4,417,040

Debtors

14

10,802,396

11,774,729

Cash at bank and in hand

1,202,289

1,009,704

16,746,038

17,201,473

CREDITORS

Amounts falling due within one year

15

(12,134,026

)

(14,134,354

)

NET CURRENT ASSETS

4,612,012

3,067,119

TOTAL ASSETS LESS CURRENT LIABILITIES

8,997,337

8,069,113

CREDITORS

Amounts falling due after more than one year

16

(518,418

)

(1,304,705

)

PROVISIONS FOR LIABILITIES

20

(755,493

)

(847,205

)

NET ASSETS

7,723,426

5,917,203

CAPITAL AND RESERVES

Called up share capital

21

2,087

2,087

Retained earnings

22

7,721,339

5,915,116

SHAREHOLDERS' FUNDS

7,723,426

5,917,203

The financial statements were approved by the Board of Directors and authorised for issue on 2 December 2025 and were signed on its behalf by:

Mr R Thorniley - Director

Called up

share

Retained

Share

Total

capital

earnings

premium

equity

£

£

£

£

Balance at 1 January 2023

2,087

3,044,962

380,047

3,427,096

Changes in equity

Dividends

-

(910,350

)

-

(910,350

)

Total comprehensive income

-

3,780,504

-

3,780,504

Reclassification

-

-

(380,047

)

(380,047

)

Balance at 31 December 2023

2,087

5,915,116

-

5,917,203

Changes in equity

Dividends

-

(2,576,050

)

-

(2,576,050

)

Total comprehensive income

-

4,382,273

-

4,382,273

Balance at 31 December 2024

2,087

7,721,339

-

7,723,426

Cash flows from operating activities

Cash generated from operations

27

4,813,617

5,268,613

Interest paid

(112,601

)

(302,002

)

Interest element of hire purchase payments paid

(127,103

)

(155,541

)

Tax paid

(1,930,286

)

(24,547

)

Net cash from operating activities

2,643,627

4,786,523

Cash flows from investing activities

Purchase of tangible fixed assets

(361,564

)

(368,439

)

Sale of tangible fixed assets

400

3,540,149

Interest received

1,165

1,108

Net cash from investing activities

(359,999

)

3,172,818

Cash flows from financing activities

Loan repayments

-

(1,255,690

)

Invoice discounting facility

(542,268

)

(1,049,343

)

New HP Finance

-

1,156,591

HP capital repayments

(773,899

)

(711,277

)

Amount introduced by directors

310,422

511,835

Amount withdrawn by directors

(316,068

)

(825,223

)

Share premium reclassification

-

(380,047

)

Loan repayments from group undertakings

1,806,820

(4,535,744

)

Equity dividends paid

(2,576,050

)

(910,350

)

Net cash from financing activities

(2,091,043

)

(7,999,248

)

Increase/(decrease) in cash and cash equivalents

192,585

(39,907

)

Cash and cash equivalents at beginning of year

28

1,009,704

1,049,611

Cash and cash equivalents at end of year

28

1,202,289

1,009,704

1.	STATUTORY INFORMATION

Duni Poppies Limited is a private company, limited by shares , registered in England and Wales. The company's registered number and registered office address can be found on the Company Information page.

2.	ACCOUNTING POLICIES

Basis of preparing the financial statements

These financial statements have been prepared in accordance with Financial Reporting Standard 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland" and the Companies Act 2006. The financial statements have been prepared under the historical cost convention.

The financial statements have been prepared on the going concern basis and under the historical cost convention.

These financial statements have been prepared in compliance with FRS 102 The Financial Reporting Standard applicable in the UK and Republic of Ireland and the Companies Act 2006.

As set out in the strategic report, the directors believe that the company is experiencing good levels of sales growth and profitability, and that it is well placed to manage its business risks successfully. Accordingly, they have a reasonable expectation that the company has adequate resources to continue in operational existence for the foreseeable future. Thus, they continue to adopt the going concern basis of accounting in preparing the financial statements.

Presentation currency

The presentation currency of the financial statements is pound sterling.

Turnover

Turnover is measured at the fair value of the consideration received or receivable, net of discounts, rebates and value added taxes. Turnover includes revenue earned from the sale of goods and is reduced for estimated customer returns and other similar allowances.

Revenue from the sale of Company's products is recognised when all the following conditions are satisfied:

-

the Company has transferred to the buyer the significant risks and rewards of ownership of the goods;

-

the Company retains neither continuing managerial involvement to the degree usually associated with ownership nor effective control over the goods sold;

-

the amount of revenue can be measured reliably;

-

it is probable that the economic benefits associated with the transaction will flow to the Company; and

-

the costs incurred or to be incurred in respect of the transaction can be measured reliably.

Specifically, revenue from the sale of goods is recognised when goods are delivered and legal title is passed.

Goodwill

Goodwill arising on the acquisition of the trade and assets of the facial tissue and rolled products division of Terinex Ltd was initially recognised at £1,050,000 when acquired in 2020. This was reduced to £800,000 in 2021 following a restructuring of the deferred consideration. It is carried at cost less accumulated amortisation and impairment losses, if any. Amortisation is calculated on a straight-line basis over the useful economic life of 4 years.

Goodwill arising on an acquisition of £1,750,000 was paid in connection with the acquisition of the trade and assets of the Away From Home Division of Staples Disposables Ltd in 2015. It is carried at cost less accumulated amortisation and impairment losses, if any. Amortisation is calculated on a straight-line basis over the useful economic life of 5 years. This has now been fully amortised.

For the purposes of impairment testing, goodwill is allocated to each of the Company's cash-generating units (or groups of cash-generating units) that is expected to benefit from the synergies of the combination. No impairment was considered necessary for the current year.

Tangible fixed assets

Depreciation is provided at the following annual rates in order to write off the cost less estimated residual value of each asset over its estimated useful life or, if held under a finance lease, over the lease term, whichever is the shorter.

Modular industrial buildings

-

10% on cost

Freehold Property

-

10% on cost and 2% on cost

Plant and machinery

-

15% on reducing balance

Fixtures and fittings

-

15% on reducing balance

Motor vehicles

-

25% on reducing balance

Computer equipment

-

25% on cost

Stocks

Stocks are stated at the lower of cost and estimated selling price less costs to complete and sell. Costs, which comprise direct production costs, are based on the method most appropriate to the type of inventory class, but usually on a first-in-first-out basis. Overheads are charged to profit or loss as incurred. Net realisable value is based on the estimated selling price less any estimated completion or selling costs.

When stocks are sold, the carrying amount of those stocks is recognised as an expense in the period in which the related revenue is recognised. The amount of any write-down of stocks to net realisable value and all losses of stocks are recognised as an expense in the period in which the write-down or loss occurs. The amount of any reversal of any write-down of stocks is recognised as a reduction in the amount of inventories recognised as an expense in the period in which the reversal occurs.

Taxation

Income tax expense represents the sum of the tax currently payable and deferred tax.

The tax currently payable is based on taxable profit for the year. Taxable profit differs from profit as reported in the income statement because of items of income or expense that are taxable or income deductible in other years and items that are never taxable or deductible.

The Company's liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the end of the reporting period.

Deferred tax is recognised on timing differences between the carrying amounts of assets and liabilities in the financial statements and the corresponding tax bases used in the computation of taxable profit. Deferred tax liabilities are generally recognised for all taxable temporary differences. Deferred tax assets are generally recognised for all deductible timing differences to the extent that it is probable that taxable profits will be available against which those deductible temporary differences can be utilised. The carrying amount of deferred tax assets is reviewed at the end of each reporting period and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered.

Deferred tax assets and liabilities are measured at the tax rates that are expected to apply in the period in which the liability is settled or the asset realised, based on tax rates (and tax laws) that have been enacted or substantively enacted by the end of the reporting period. The measurement of deferred tax liabilities and assets reflects the tax consequences that would follow from the manner in which the Company expects, at the end of the reporting period, to recover or settle the carrying amount of its assets and liabilities.

Current or deferred tax for the year is recognised in profit or loss, except when they relate to items that are recognised in other comprehensive income or directly in equity, in which case, the current and deferred tax is also recognised in other comprehensive income or directly in equity respectively.

Research and development

Expenditure on research and development is written off in the year in which it is incurred.

Foreign currencies

Assets and liabilities in foreign currencies are translated into sterling at the rates of exchange ruling at the balance sheet date. Transactions in foreign currencies are translated into sterling at the rate of exchange ruling at the date of transaction. Exchange differences are taken into account in arriving at the operating result.

Hire purchase and leasing commitments

Assets obtained under hire purchase contracts or finance leases are capitalised in the balance sheet. Those held under hire purchase contracts are depreciated over their estimated useful lives. Those held under finance leases are depreciated over their estimated useful lives or the lease term, whichever is the shorter.

The interest element of these obligations is charged to profit or loss over the relevant period. The capital element of the future payments is treated as a liability.

Pension costs and other post-retirement benefits

The company operates a defined contribution pension scheme. Contributions payable to the company's pension scheme are charged to profit or loss in the period to which they relate.

Classification of shares

The Company's share capital comprises of the ordinary shares as well as two types of preference shares:

i)

Irredeemable preference shares; and

ii)

C preference shares.

Both of the above Company's issued preference shares are irredeemable with Company having the discretion on declaration of any dividends. These preference shares are therefore classed as equity and included within the share capital together with the ordinary shares.

Trade and other debtors

Trade and other debtors are initially recognised at the transaction price and thereafter stated at amortised cost using the effective interest method, less impairment losses for bad and doubtful debts except where the effect of discounting would be immaterial. In such cases, the debtors are stated at cost less impairment losses for bad and doubtful debts.

Cash and cash equivalents

Cash and cash equivalents comprise cash at bank and in hand, demand deposits with banks and other short-term highly liquid investments with original maturities of three months or less and bank overdrafts. In the statement of financial position, bank overdrafts are shown within creditors falling due within one year.

Impairment of financial assets

Financial assets, are assessed for indicators of impairment at the end of each reporting period. Financial assets are considered to be impaired when there is objective evidence that, as a result of one or more events that occurred after the initial recognition of the financial asset, the estimated future cash flows of the investment have been affected.

For all other financial assets, objective evidence of impairment could include:

-

significant financial difficulty of the issuer or counterparty; or

-

breach of contract, such as a default or delinquency in interest or principal payments; or

-

it becoming probable that the borrower will enter bankruptcy or financial re-organisation; or

-

the disappearance of an active market for that financial asset because of financial difficulties.

For certain categories of financial asset, such as trade receivables, assets are assessed individually for impairment. Objective evidence of impairment for any trade debtors could include the Company's past experience of collecting payments, an increase in the number of delayed payments in the portfolio past the average credit period of 60 days, as well as observable changes in national or local economic conditions that correlate with default on the trade debtors.

The carrying amount of the financial asset is reduced by the impairment loss directly for all financial assets with the exception of trade receivables, where the carrying amount is reduced through the use of an allowance account. When a trade receivable is considered uncollectible, it is written off against the allowance account. Subsequent recoveries of amounts previously written off are credited against the allowance account. Changes in the carrying amount of the allowance account are recognised in profit or loss.

Trade and other creditors

Trade and other creditors are initially recognised at fair value and thereafter stated at amortised cost using the effective interest method unless the effect of discounting would be immaterial, in which case they are stated at cost.

Derivative financial instruments

The company uses forward foreign currency contracts to reduce exposure to foreign exchange rates.

Derivatives are initially recognised at fair value on the date a derivative contract is entered into and are subsequently re-measured at their fair value. Changes in the fair value of derivatives are recognised in profit and loss in finance costs or income as appropriate.

The company does not currently apply hedge accounting for foreign exchange derivatives.

Related parties

For the purposes of these financial statements, a party is considered to be related to the Company if:

i)

the party has the ability, directly or indirectly, through one or more intermediaries, to control the Company or exercise significant influence over the company in making financial and operating policy decisions, or has joint control over the Company;

ii)

the Company and the party are subject to common control;

iii)

the party is an associate of the Company or a joint venture in which the Company is a venturer;

iv)

the party is a member of key management personnel of the Company or the Company's parent, or a close family member of such an individual, or is an entity under the control, joint control or significant influence of such individuals;

v)

the party is a close family member of a party referred to in (i) or is an entity under the control, joint control or significant influence of such individuals;

vi)

the party is a post-employment benefit plan which is for the benefit of employees of the Company or of any entity that is a related party of the Company; or

vii)

the party, or any member of a group of which it is part, provides key management personnel services to the company or its parent.

Close family members of an individual are those family members who may be expected to influence, or be influenced by, that individual in their dealings with the entity.

Employee benefits

Short-term employee benefits are recognised as an expense in the period in which they are incurred.

Provisions

Provisions are recognised when the Company has a present legal or constructive obligation arising as a result of a past event, it is probable that an outflow of economic benefits will be required to settle the obligation and a reliable estimate can be made.

3.	CRITICAL ACCOUNTING JUDGEMENTS AND KEY SOURCES OF ESTIMATION UNCERTAINTY

In the application of the Company's accounting policies, which are described in note 1, management is required to make judgments, estimates and assumptions about the carrying values of assets and liabilities that are not readily apparent from other sources. The estimates and underlying assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.

The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised if the revision affects only that period, or in the period of the revision and future periods if the revision affects both current and future periods.

There were no key sources of estimation uncertainty that could have a significant effect on the amounts recognised in these financial statements.

4.	EMPLOYEES AND DIRECTORS

2024

2023

£

£

Wages and salaries

5,528,928

4,259,601

Social security costs

492,678

348,574

Other pension costs

112,132

82,066

6,133,738

4,690,241

The average number of employees during the year was as follows:

2024

2023

Payroll

218

188

Agency

10

36

228

224

5.	DIRECTORS' REMUNERATION

2024

2023

£

£

Directors' remuneration

45,742

50,006

Directors' pension contributions to money purchase schemes

-

744